First, let’s talk about some topics in the establishment of a company. The company is profitable legal person. The NGO is a legal person too. But a corporation and a NGO are different because the company is a kind of corporation while the NGO may be a society or an institution. A NGO is a kind of legal person which exists for a certain aims which benefit the public. A NGO could not try to earn the extra money but it could earn some money to run its business. But a NGO could not be a company.

Second, the conditions to establish a company. Company is the combination of people and property. The people are shareholders. The property here, I mean the shares and the capitals in the company. The property includes the initial ones which is called registered capitals and the additional capitals during the running of the business. These are two conditions to set up a company. The current Corporation Law regulates that what kind of property could be capitals including currency, real estate, intellectual property, shares and other right admitted by law, which could be exchange to the currency.

The newly revised Corporation Law allows the one-person company. Some NGOs have to be act like a company. But it is better to set up a one-person company rather than set up a service department in the NGO because the one-person company could run independently and the NGO could avoid the liability. The company has to have management to work well, the same as the NGO does.

Question:

If I want to set up a NGO, is there a law or a regulation like Corporation Law to regulate the establishment of the organization.

Guan Xiaofeng:

There is no NGO Law or regulations. Statues on Registration of Societies promulgated by the Ministry of Civil Affairs have such kind of regulations. If you want to set up a NGO, you need to register in the Bureau of Civil Affairs.

II

Question:

We meet a lot of problems concerning the validity. One of them is the registration. Another is we have problem on using the donations.

Zhu Hu:

Currently, there are four types of legal persons, and NGO could not be decided to any type. In my opinion NGO is a legal person without profits. How to recognize the profitable legal person with non-profitable legal person. The non-profitable one also needs the finance to carry its projects and run some commercial business. There is a standard here, whether this business is to remain the existence of the NGO or to earn extra benefits.

Questions:

What is the difference between the company and the non-corporation? Where could we find directions in the laws?

Zhu Hu:

The most difference is profitable or not. It is hard to say which type is the public interest one.

III

Yang Tuan:

First, I would like to talk about the social position of the NGO. In this society, any organization could find its position. We got full elements here, protection, self-management, operation and professional ability. We say the NGO is a public interest one; it is in the middle of this four elements. The NGO is both public and private.

Another thing is that NGO may have a different idea with government. It is usually the NGO have an advanced idea than the government and the government accepts its idea lately.

And the NGO could not be managed like the market management or the government management. It is also different from the corporations. The NGO and the corporation use the profits differently. And for the management, the government is always willing to do and the NGO just try to promote the process. But NGO must have a strict finance system which is the same as the corporation.

Question:

We are the NGO registered in the U.S. Probably we could not gather the funds in China. Could you give us some suggestions?

Yan Tuan:

Firstly, what is your influence for an international organization to enter China? And another problem is the localization of the international NGO. For an international NGO, the first task in China is to extend its market. The second aim could be say benefits China. If the NGO only concentrated on its own benefits, it will lose a lot of chances. If the NGO considers more about other, it may be localized easily. Actually all the international NGO exists in China have to be localized to survive.

Secondly, you’d better choose good cooperators in China. Good cooperators help you a lot. Do not only rely on the government, you’d better have a future strategy.

Another problem is the funds. You could only received money from China when you change your identity. You could make it yourself.

Question:

In my opinion the international common marks shall not be registered as the trademark. We hope those marks could be listed in the special signs nominated by the Trademark Office of State Administrative for Industry and Commerce. It the NGO use the public interest marks, should we register or could we be protected by special laws or regulations?

Huang Yuanjian:

The State Council promulgated the Statue on Special Marks. You could check it and see whether the mark you used is included. As for the protection of intellectual property of NGO, NGO’s intellectual properties not only include the special marks, trademark and it also includes the copyright, commercial secrets. So the NGO definitely need the legal service.

Yang Tuan:

For those public marks, if you used it for the public interest there could not be a dispute. If you use the mark of an international organization you should have a certain relation with this organization. The public marks could only be used for the non-profitable organization. In the future, there may be a law on such kind of marks.

Question:

In order to protect the NGO’s right on using their name of the organization, some one suggest registering the name as the trademark. Is there any good method to avoid the others using our NGO’s name illegally?

Huang Yuanjian:

In China, the corporation’s trademark and the title should be registered in different departments of the government. If you register a title for your corporation, you could also apply for a trademark later according to the current law. I recommend you to register in both departments to protect the name of your organization.